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The game follows the movie storyline very closely, incorporating footage from the movie into the game and blending it well with the game portion itself. It involves playing through the events as either Anakin Skywalker and Obi-Wan Kenobi, with radically different events taking place in either. As Obi-Wan, much of the game is centered around destroying GeneralGrievous, while the Anakin levels chronicle his fall to the dark side of the Force and extermination of the Jedi Order. This includes Anakin's attack on the Jedi Temple, which culminates in a duel with Serra Keto, who happens to be the best student of Cin Drallig, who Darth Vader later fights and kills along with Keto. The game ends with the duel on Mustafar between Darth Vader and Obi-Wan. There are two different endings to the final battle, the first being that Obi-Wan defeats Anakin like in the film, the second being that Anakin kills Obi-Wan then meets the Emperor who gives him a new red lightsaber, Anakin in turn kills the Emperor and claims the new Empire for his own. The Game Boy Advance and Nintendo DS versions of Episode III are much the same to the console versions, except as a side-scrolling action game. The other difference is that while the PS2 and Xbox versions feature a singular campaign, with player controlling Obi-Wan or Anakin depending on their scenes in the film, the GBA and NDS versions feature two separate campaigns for each one. The DS version also features uses for its touch-screen capability. The game was also released on the mobile phone and followed the storyline of all other versions. It bares resemblance to 1999's Star Wars: Episode I: The Phantom Menace videogame where the overall game is the same as the actual film with a few minor changes in exposition and background information.

The player alternates between playing as Anakin Skywalker and Obi-Wan Kenobi, reliving various scenes from the film through the game's missions. There are 17 levels, interlaced with over 12 minutes of footage from the movie. The game's combat system is heavily concentrated on lightsaber combat. Each of the playable characters (with the exception of the MagnaGuard) is equipped with at least one lightsaber. There are three basic attacks: fast attacks which do the least amount of damage, strong attacks which do more damage but are slower to execute, and the slowest but strongest critical attacks. These attacks can be mixed to create combination attacks. Attacks can also be charged up for greater strength. One feature of the game is called a Saber Lock - a sequence in which the player's character clashes swords with an opponent.

The game features an experience system, whereby the player's character can upgrade attacks and gain new ones as they progress through the game.

The handheld versions of the game are played as a 2.5D side-scrolling beat 'em up game, where players can freely choose to play as either Obi-Wan or Anakin, traversing across roughly a dozen levels to battle a variety of enemies and occasionally dodge deadly hazards, such as a laser trap or a missile launcher. Both characters have nearly identical attack moves, and can gain access to special unlockable moves that can be unleashed when a "fury" or "focus" gauge is filled up during battle.

In the PS2 and Xbox versions, after completing "Friendship in Flames", one more mission "Revenge of the Sith", is unlocked. It gives the player the opportunity to play as Anakin (aka Darth Vader) during the duel on Mustafar, with the objective of defeating Obi-Wan Kenobi. The duel plays out the same until the very end, where Anakin avoids Obi-Wan's blade in his leap behind Obi-Wan to the lava river bank and fatally stabs Obi-Wan with his lightsaber, killing him. He then kicks Obi-Wan's corpse near the lava. Anakin is then greeted by Palpatine as he steps out from his shuttle, who he then tells him, "Excellent work my apprentice. There are none left to oppose us; the galaxy is ours now."

After being presented with a brand new Sith lightsaber, Anakin activates his lightsaber and stabs Palpatine. The clone troopers raise their weapons and aim at Anakin for killing the emperor, but do not fire. They lower their weapons as Anakin says, "No... the galaxy belongs to me...!"

It is unknown if Sidious killed Yoda in this non-canonical ending, or if Yoda survived the duel. There is also no mention whatsoever in the game of the confrontation between Yoda and Sidious. Palpatine only declares that "There are none left to oppose us," causing confusion as to whether or not Yoda's fate was the same as it was in the film. This alternate ending is named in the game as "Ultimate Revenge Of The Sith" as the Sith finally won against the Jedi.

Also, without Obi-Wan, Padmé would not be taken to Polis Massa and not be able to give birth to Luke and Leia Skywalker, and probably would die before even giving birth, thus Luke and Leia would never be born, leaving the galaxy without any new hope forever.

Alternatively, although it is not shown, it could be presumed that she would give birth in Vader's care. Whether or not Padmé would die in childbirth, Luke and Leia would be raised in their father's footsteps.

Each battle can be won with either the best of one, three or five rounds, depending on the options chosen. In addition, all characters have equal health and energy, with all status upgrades acquired by Anakin and Obi-Wan eliminated to balance the fight against the other opponents. However, all of the upgraded techniques and Force Powers are available and each of the other characters has special abilities and maneuvers.

In addition to the original costumes found throughout the Single Player campaign, each character has a different costume that is used when each player chooses the same character, so that players can tell their characters apart. Some of these costumes depict Sith versions of certain Jedi characters and vice-versa. If one plays Mace Windu fighting Anakin Skywalker on the death star, it's sort of implied it's the same as the true film timeline minus Windu and Yoda being the only two living heroes from Revenge of the Sith, Vader never crippled and dying instead at Windu's hand.

In the DS version, there are 3D starfighter battles incorporating the touch screen to manage your shields and view Radar and scores. There are three missions for each Anakin and Obi-Wan in single player, and a multiplayer providing 8 maps and 17 ships:

No original music from the film is used, since recording of the soundtrack had not been completed when the game's production ended. This is also the case in LEGO Star Wars: The Video Game. As a result, music from all of the other five movies is used. The cutscenes also use music from the other media. In the levels "The Final Lesson" and "Assassination on Mustafar," music from Star Wars: Knights of the Old Republic II: The Sith Lords is also used. This music can also be found in some multiplayer duel levels. Music from Episode III was not added in the 2006 "Greatest Hits"/"Platinum Hits" release of the game on PS2 and Xbox.

In the GBA and DS versions, however, music from the film as well as The Phantom Menace and Attack of the Clones was indeed used, although the output slightly varied due to differences in sound output between the two handheld systems. The former utilized a more synthesized track while the latter was generally closer to the music from the film.

Most differences are about character deaths. Due to the fact that the game was released prior to the movie, many of the most important character deaths were changed so as to not spoil the movie. For example:

Obi-Wan and Grievous ended up in a room overlooking the sinkhole after fighting in a cave; concluding the chase with the General on his wheelbike, being pursued by the Jedi Master on Boga. This was instead of the chase concluding on Grievous's landing dock with his starfighter as in the movie.

Grievous doesn't cough during gameplay or 3D cutscenes, and he is killed when Obi-Wan stabbed him in the chest, and Grievous's armor short-circuited. In the movie, Obi-Wan used the cyborg general's own blaster to incinerate him with his gut sac exposed after Obi-Wan lost his lightsaber. Owing to this, Obi-Wan in the GBA/DS versions does not say "So uncivilized" in disgust over how he had to kill Grievous.

Mace Windu never fights with Palpatine. Instead Windu duels Anakin and loses, being stabbed through the chest and kicked out the window.

Cin Drallig was killed with a saber impale variation performed by Darth Vader. In the movie, he was briefly seen being murdered when Vader cut his chest on a recorded hologram seen by Yoda and Obi-Wan.

Nute Gunray escaped Darth Vader's slaughter as opposed to begging for his life prior to being killed. He tried to escape in his ship, and then to kill Vader, but Darth Vader destroyed the ship, sending it plummeting into the lava, and then exploding, killing Gunray.

When Darth Vader was defeated on Mustafar, Obi-Wan picked up his lightsaber and left without saying anything. The scene in which Vader is burned alive is also omitted to avoid an M rating from the ESRB.

In the bonus level when Vader confronts Obi-Wan on the Death Star, Vader is able to cast Force lightning. That was not possible because of Vader's mechanical arms. Anakin, in the game, can also use Force lightning as soon as he turned to the Dark side, but in the film, he didn't learn that power at all, though it could have been possible. There are also TIE Interceptors in the background. However, that variant of TIE Fighter did not yet exist.

Anakin is nearly overpowered by an army of Droidekas on the Invisible Hand

Palpatine's robe turns from red to black to red again during the fight with Mace Windu. This is because in the movie clips, it is red, but in the game parts, it is black - the same one he wore while captured by Grievous.

Mace Windu and Anakin both wear Jedi robes at the start of their fight, then they lose them, and at the end Anakin has his back on.

Padmé Amidala is never seen other than a brief appearance of her head, which is part of a clip from the movie, in the last two levels of the game and is otherwise only mentioned in the PS2 and Xbox versions of the game during the fight on Mustafar. She appears fully in the GBA and DS versions.

Yoda was never shown dueling with Palpatine. He is however seen taking out more Clone troopers in the Jedi temple during the bonus mission where Yoda is a playable character.

Nute Gunray and the others don't know they are being betrayed until Darth Vader arrives in the room, but in the game they realize Sidious' betrayal as soon as Vader lands, when he kills Neimoidian Guards and fights his way through the whole base to get to the council room.

Since Grievous got stabbed by Obi-Wan in the game he, of course, did not drop his lightsaber like in the movie. Also, in the movie Commander Cody handed Obi-Wan's lightsaber back to Kenobi seconds before Cody received Order 66 and tells troopers in turrets to fire at Obi-Wan. Instead, Obi-Wan Kenobi tells the clones to continue to higher levels. The clones reply by saying they no longer serve him and start firing at the Jedi Master.

Anakin joins the dark side because he sees Mace attempt to strike down Palpatine, thinking the Jedi are corrupt. In the movie, he joins the Dark side because Palpatine says he can help Anakin keep Padmé alive, knowing of the nightmares that Anakin is having.

In the GBA and DS versions there are missions involving Anakin fighting battle droids and an AAT on Coruscant right after he was appointed to the Jedi Council and once again after he decided to rescue Palpatine. Another mission involves Obi-Wan escaping from the clone troopers through the caves on Utapau and fighting several IG-Magnaguards on the way. There are also some minor differences like the fight with a Vulture droid aboard the Invisible Hand and an escape from the Hailfire-droid on Mustafar.

In addition to the above mentioned differences between the movie and the games, there also differences between various versions of the games as well:

The DS version of Revenge of the Sith, which is largely based on the GBA version, includes three space missions where Anakin/Obi-Wan has to destroy some enemies and meet the objectives before moving on to the next mission. Also, the DS version features an exclusive multiplayer mode with only space battles against human players or the AI The ships can be customized and some of them have to be unlocked in order to be used in the game.

Screenshot of the gameboy advance version

The events of the duel between Anakin and Mace Windu are played similarly to the movie with the GBA and DS versions in comparison to the PS2 and XBOX versions, barring that Anakin strikes Windu before they duel and that Windu is blasted with Force Lightning without being shown hurled out of the window.

The "Ultimate Revenge Of The Sith" ending is omitted from the DS and GBA versions. Regardless of whether the player is playing as Anakin/Vader or Obi-Wan, the ultimate outcome of the battle is that Vader is cut down by Obi-Wan.

The soundtrack varies between the GBA and DS versions (specifically, the former is generally more synthesized, while the latter is closer to the soundtrack from the film), most notably with the exact version of Duel of the Fates being used: In the former, it was a synthesized version of the theme from the movie, while the latter included vocals, yet was derived more closely from the version from Attack of the Clones.

In the Mustafar missions of the DS version, Nute Gunray and the separatists leaders are never featured in the game despite Palpatine's orders given to Anakin to exterminate them. In addition, the duel between Anakin and Obi-Wan Kenobi is very short in the GBA and DS versions in comparison to the home console versions.

The lightsaber duels on the handheld consoles are very different compared to their console counterparts. Each fight begins with the AI executing two different attacks. Each time the player has to block them in order to hit the AI. Every third attack in the beginning of the fight the AI will do a force push attack, excluding Anakin, Obi-Wan and Grievous.

All of the cutscenes are only featured through images. Some of these feature exclusive deleted scenes such as showing a ghost appearance of Qui-Gon Jinn on Polis Massa.

The levels in the handheld versions are shorter than those on the other consoles due to technical reasons. Some parts are cut and being slightly modified in order to accommodate these versions. However, the stories are still told as those on the PS2 and Xbox consoles.

The video game adaption of Revenge of the Sith used all of the original cast from the 2003 television series: Star Wars: Clone Wars. However, the game also used stock footage of Revenge of the Sith's actors. Alethea McGrath reprise her role as Jocasta Nu while Matthew Wood reprises his role of GeneralGrievous. This makes Alethea McGrath and Matthew Wood the only actors from the movies to voice their characters in the video game adaption.